v3.26.1
Related Party Transactions
6 Months Ended
Jun. 30, 2026
Related Party Transactions  
Related Party Transactions

17.Related Party Transactions

PHC has a noncontrolling ownership interest in the Company. In addition, PHC previously appointed two members on the Company’s board of directors (which appointment was terminated on January 1, 2026). The Company previously entered into a financing agreement with PHC on August 9, 2020. Ascensia is a related party through the ownership interests of its parent company, PHC.

Revenue from Ascensia during the six months ended June 30, 2026 and 2025 was $4.2 million and $7.9 million, respectively. Ascensia earned commissions of $2.6 million on sales made through our consignment channel during the six months ended June 30, 2025. No such commissions were incurred during the six months ended June 30, 2026 following the transition of U.S. commercialization activities to the Company.

The amount due from Ascensia as of June 30, 2026 and December 31, 2025 was $1.1 million and $5.3 million, respectively. The amount due to Ascensia as of June 30, 2026 and December 31, 2025 was $4.2 million (including $0.4 million in accounts payable) and $5.2 million, respectively.

As discussed in Note 4, on September 3, 2025 the Company and Ascensia signed a memorandum of understanding (“MOU”) related to the transition of commercial operations for Eversense from Ascensia back to the Company. On December 31, 2025, the parties executed a Master Asset Purchase Agreement, pursuant to which the Company acquired certain U.S. commercial assets and assumed certain related liabilities, with the initial closing on January 1, 2026. In connection with the Master Asset Purchase Agreement, the parties entered into an A&R Commercialization Agreement, which terminated Ascensia’s rights to market Eversense products in the United States and modified Ascensia’s commercialization rights in the European Territories. The parties are cooperating during a defined transition period to ensure continuity of supply, customer support, and patient access. In connection with this transition, the Company hired certain sales and support personnel previously engaged by the counterparty.

The Company paid total consideration of approximately $1.1 million in connection with the closing of the U.S. asset acquisition (the “U.S. Closing”), prior to customary post-closing adjustments. The acquired assets primarily consisted of returned inventory, a right-of-use asset related to vehicle fleet leases, prepaid marketing expenses, and reimbursement of certain employee-related transition costs associated with personnel hired by the Company. A portion of the consideration related to inventory previously recognized as an estimated return as of December 31, 2025. The Company determined that the U.S. Closing represented an asset acquisition.

As contemplated by the Master Asset Purchase Agreement, on March 12, 2026, the parties entered into separate local asset purchase agreements (the “Local Purchase Agreements”) covering the European Territories, pursuant to which the Company agreed to acquire certain additional commercial assets (the “European Purchased Assets”) and assume certain related liabilities (the “European Assumed Liabilities” and together with the European Purchased Assets, the “European Asset Purchases”) in those territories. The closings of these transactions (the “European Closings”) occurred in early June 2026. Ascensia continues to provide transition services to support certain commercialization activities in Italy and Germany. In connection with the European Closings, the Company accepted the return of certain unsold inventory previously held by Ascensia, reversed $0.2 million of revenue, and recorded the returned inventory at its estimated net realizable value.

In connection with the Local Purchase Agreements, the parties also entered into a Transition Services Agreement (the “Transition Services Agreement”) under which Ascensia will provide certain operational and administrative support services in the European Territories during the transition period, including support in the areas of logistics and ordering, payment and collections, claims processing, IT and systems migration, personnel support, finance and operations support, regulatory compliance, and other agreed services, for which the Company will pay certain costs and service fees. The Company incurred approximately $8.7 million of costs under the Transition Services Agreement during the six months ended June 30, 2026, which were primarily recorded in selling, general and administrative expenses.